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Cousins Properties Incorporated 2006 Annual Report - SNL Financial

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Company and 28% to GDL, after each partner received a 10% preferred return on their investment. On June 30,<br />

2005, the Company entered into a business combination with several entities, collectively called “The Gellerstedt<br />

Group.” On that date, the Company began consolidating its investment in 905 Juniper, which was previously<br />

accounted for on the equity method, and GDL’s interest was recorded as a minority interest. Therefore, results of<br />

operations of 905 Juniper in the accompanying table only reflect the period that the Company accounted for the<br />

venture on the equity method. Results of operations after consolidation were recorded in the multi-family<br />

residential unit sales and multi-family residential unit costs of sales line items, with GDL’s share of operations<br />

recorded as minority interest, in the accompanying Consolidated Statement of Income. GDL is an entity affiliated<br />

with Lawrence L. Gellerstedt III, the Company’s Senior Vice President and President of the Office/Multi-Family<br />

Division.<br />

Other — This category consists of several other joint ventures including:<br />

Deerfield Towne Venture, LLC (“Deerfield”) — Deerfield is a joint venture between Casto Realty of<br />

Southern Ohio LLC, Anderson Deerfield, LLC and the Company that developed and sold a shopping center<br />

near Cincinnati, Ohio. The Company has a 10% profits interest in Deerfield and made no capital contributions<br />

nor has any obligations to fund the entity. Deerfield sold the shopping center in 2005, and the Company<br />

received cash distributions in 2005 and <strong>2006</strong>.<br />

Verde Group, L.L.C. (“Verde”) — The Company invested $10 million, which represented less than 5% of<br />

equity at December 31, <strong>2006</strong>, in Verde, a real estate development company. Verde issued additional equity<br />

subsequent to the Company’s investment at a higher price than the Company’s per unit ownership. As a result,<br />

the Company recognized a gain, net of tax, which was recorded in additional paid-in capital. This gain was<br />

calculated according to provisions as outlined in SAB No. 51 for newly-formed, start-up or development-stage<br />

entities. Prior to <strong>2006</strong>, the Company accounted for its investment in Verde under the equity method, and Verde<br />

was included in the “other” row in the above tables. In the third quarter of <strong>2006</strong>, the Company began<br />

accounting for Verde on the cost method and therefore transferred its basis in Verde from investment in joint<br />

ventures to other assets.<br />

Additional Information — The Company recognized $9.3 million, $9.3 million, and $13.0 million of development,<br />

leasing, and management fees from unconsolidated joint ventures in <strong>2006</strong>, 2005 and 2004, respectively.<br />

See Note 2, Fee Income, for a discussion of the accounting treatment for fees from unconsolidated joint ventures.<br />

7. STOCKHOLDERS’ INVESTMENT<br />

Preferred Stock:<br />

COUSINS PROPERTIES INCORPORATED AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

The Company has 4 million shares outstanding of 7.75% Series A Cumulative Redeemable Preferred Stock<br />

(liquidation preference of $25 per share). The Company also has 4 million shares outstanding of 7.50% Series B<br />

Cumulative Redeemable Preferred Stock (liquidation preference of $25 per share). The Series A preferred stock<br />

may be redeemed on or after July 24, 2008 and the Series B preferred stock may be redeemed on or after<br />

December 17, 2009, both at the Company’s option at $25 per share plus all accrued and unpaid dividends through<br />

the date of redemption. Dividends on both the Series A and Series B preferred stock are payable quarterly in arrears<br />

on February 15, May 15, August 15 and November 15.<br />

1999 Incentive Stock Plan:<br />

The Company maintains the 1999 Incentive Stock Plan (the “1999 Plan”), which allows the Company to issue<br />

awards of stock options, stock grants or stock appreciation rights. As of December 31, <strong>2006</strong>, 508,745 shares were<br />

authorized to be awarded pursuant to the 1999 Plan, which allows awards of stock options, stock grants or stock<br />

appreciation rights. The Company also maintains the 1995 Stock Incentive Plan, the Stock Plan for Outside<br />

Directors and the Stock Appreciation Rights Plan (collectively, the “Predecessor Plans”) under which stock awards<br />

have been issued.<br />

F-25

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